UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of report (Date of earliest event reported) December 1, 2005
                                ----------------

                              BOWATER INCORPORATED
             (Exact name of registrant as specified in its charter)


     Delaware                         1-8712                    62-0721803
(State or other jurisdiction       (Commission                (IRS Employer
of incorporation)                  File Number)             Identification No.)


                             55 East Camperdown Way
                                  P.O. Box 1028
                        Greenville, South Carolina 29602
               (Address of principal executive offices) (Zip Code)

                                 (864) 271-7733
              (Registrant's telephone number, including area code)

 (Former name or former address, if changed since last report): Not applicable

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

/  / Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

/ /  Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

/ /  Pre-commencement  communications  pursuant  to Rule  14d-2(b)  under the
     Exchange Act (17 CFR 240.14d-2(b))

/ /  Pre-commencement  communications  pursuant  to Rule  13e-4(c)  under the
     Exchange Act (17 CFR 240.13e-4(c)) [GRAPHIC OMITTED][GRAPHIC OMITTED]






Item 1.01 Entry into Material Agreement

     On  December  1,  2005,   we  amended  our  364-day   accounts   receivable
securitization arrangement. The amendment renewed the arrangement,  which is now
scheduled to terminate on November 29, 2006.  The  amendment  also enables us to
obtain letters of credit under the arrangement.  Under the amended  arrangement,
we will continue to sell a significant  portion of our trade accounts receivable
to a special  purpose  entity,  which pledges those  receivables as security for
outstanding  borrowings.  A small portion of our trade  accounts  receivable are
still  required  to be sold and  pledged as  security  even  though they may not
qualify as borrowings.  Under this arrangement,  we can continue to borrow up to
$200  million,  depending  upon the  amount  and  nature of our  trade  accounts
receivable. The interest rate is based on commercial paper issued by the lenders
plus a margin.

     The trade accounts  receivable  and related  borrowings are recorded on our
Consolidated  Balance Sheet. The special purpose entity that purchases the trade
accounts receivable,  Bowater Funding Inc., will continue to be consolidated for
purposes of financial reporting only.

     Copies of the two agreements that govern this arrangement,  the Amended and
Restated  Receivable Sale Agreement by and among Bowater  Incorporated,  Bowater
America  Inc.,  and Bowater  Funding  Inc.,  and the Amended and  Restated  Loan
Agreement by and among Bowater Funding Inc. Bowater Incorporated, SunTrust Bank,
Wachovia Bank, N.A., SunTrust Capital Markets,  Inc., and the lenders who become
party  to the  agreement,  are  attached  hereto  as  Exhibits  99.1  and  99.2,
respectively.



                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.


                                         BOWATER INCORPORATED
                                         (Registrant)


Date:  December 7, 2005                  By:      /S/ William G. Harvey
                                              ---------------------------------
                                         Name: William G. Harvey
                                         Title: Senior Vice President and
                                                Chief Financial Officer